Guy Melamed - Feb 1, 2024 Form 4 Insider Report for VARONIS SYSTEMS INC (VRNS)

Role: CFO and COO
Signature: /s/ Dov Gottlieb, as attorney-in-fact
Stock symbol: VRNS
Transactions as of: Feb 1, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/5/2024, 09:31 PM
Previous filing: Mar 2, 2023
Next filing: Feb 9, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VRNS	Common Stock, par value $0.001 per share	Award	$0	+256K	+49.32%	$0.00	776K	Feb 1, 2024	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares earned by the reporting person for no consideration under certain performance-vesting restricted stock units (the "2023 PSUs"), which were granted to the reporting person pursuant to the Issuer's 2013 Omnibus Equity Incentive Plan. The 2023 PSUs were earned subject to the satisfaction of certain performance goals for the 2023 fiscal year, the performance of which was certified by the Issuer's compensation committee on February 1, 2024. Such 2023 PSUs will vest, and an equal number of shares of common stock will be deliverable to the reporting person, in three equal annual installments upon the last calendar day of the month of February beginning on February 29, 2024, subject to the reporting person's continued employment through such date.

Content

Represents shares earned by the reporting person for no consideration under certain performance-vesting restricted stock units (the "2023 PSUs"), which were granted to the reporting person pursuant to the Issuer's 2013 Omnibus Equity Incentive Plan. The 2023 PSUs were earned subject to the satisfaction of certain performance goals for the 2023 fiscal year, the performance of which was certified by the Issuer's compensation committee on February 1, 2024. Such 2023 PSUs will vest, and an equal number of shares of common stock will be deliverable to the reporting person, in three equal annual installments upon the last calendar day of the month of February beginning on February 29, 2024, subject to the reporting person's continued employment through such date.